Terms and Conditions for ALN Online Subscription
1. Subscriber and System Services. The ALN Online program is a web- based database, maintained by ALN Apartment Data, Inc. a/k/a (ALN or Company), which includes information on apartments throughout ALN market areas. The CUSTOMER may access the ALN Online service via the Internet at www.ALNData.com.
2. Fees. Annual subscription fees are priced for individual markets, multiple markets, or nationwide access. Twelve (12) month agreements. All fees are subject to change, during renewals. Failure to timely pay any fees will subject the Subscriber to a restriction of Services. All fees for annual subscriptions shall be non-refundable.
3.Termination. Unless otherwise stated by a signed contract, this Agreement may be terminated by the Subscriber by delivery of 30 day written notice to ALN after the agreement has been fulfilled. Timely delivery of any termination notice will be effective upon the expiration of the billing period. If the Subscriber fails to timely deliver a written notice, the Subscriber must pay the applicable fees for the following billing period. Per minute usage charges for the final period will be due within 20 days after termination. ALN may terminate this Agreement for any reason by delivering at least thirty (30) days advance notice to the Subscriber. ALN may also terminate this Agreement at any time without notice due to a failure to pay fees, a cessation of usage of the system by the subscriber or any other default by the Subscriber.
4. Limitation of Liability. Data provided through the System is compiled from on-site personnel, owners, management companies, and various sources of public information, submissions by Subscribers and other sources deemed reliable. No guaranty, warranty or representation of currency or accuracy of the data is made by ALN or other entities which supply data to the System. The Subscriber must not make financial commitments or decisions based solely on data obtained through the System without first verifying the data directly with the appropriate authority or other source of information. The Subscriber also acknowledges and agrees that the System must be turned off periodically for maintenance or other causes beyond the control of ALN, and that the fee structure takes into account these occasional periods when the System is not accessible. ALN is not responsible for any damages due to interruption of the Service.
ALN WILL NOT BE HELD RESPONSIBLE FOR THE ACCURACY OF ANY DATA ON THE SYSTEM, NOR WILL ALN BE LIABLE FOR ANY DAMAGES FROM THE USE OF THE DATA, WHETHER DIRECT OR INDIRECT, CONSEQUENTIAL, ACTUAL OR PUNITIVE. NO EXPRESS OR IMPLIED WARRANTY IS GIVEN IN CONNECTION WITH THIS SYSTEM, THE SERVICE, OR ANY DATA OBTAINED THROUGH THE SYSTEM, AND ANY WARRANTY OF MARKETABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS EXPRESSLY DISCLAIMED.
5.Assignment. Agreement(s) may not be re-assigned by the Subscriber without the prior written consent of ALN.
6. Service, Registration and Use.
a. Ownership. The Service is proprietary to Company and is protected by intellectual property laws, including copyrights. Customer access to the Service is licensed and not sold. Company agrees to provide Customer with non-exclusive access to or use of the Service, through access to a web page. Customer does not own any of the information provided by the Service. All resale, redistribution or other forms of dissemination are strictly prohibited.
b. Accessibility. Customer agrees that from time to time the Service may be inaccessible or inoperable for any reason, including, without limitation. (i) Equipment malfunctions; (ii) periodic maintenance procedures or repairs which Company may undertake from time to time; or (iii) causes beyond the control of Company or which are not reasonably foreseeable by Company. ALN will strive to perform routine maintenance after the close of regular business hours.
7. Representation and Warranties. Customer represents and warrants to Company that: (a) Customer has the power and authority to enter into and perform all Customer obligations under this Agreement; (b) Customer shall comply with all terms and conditions of this Agreement, including, without limitation, the Acceptable Use Policy; and (c) Customer has provided accurate and complete registration information, including, without limitation, Customer’s legal name, address and telephone number.
8. Acceptable Use Policy. Customer is solely responsible for any and all acts and omissions that occur under Customer’s account or password, and Customer agrees not to engage in unacceptable use of the Service, which includes, without limitation, use of the Service to: (a) disseminate or transmit any unsolicited messages, chain letters or unsolicited commercial email in a manner that violates local, state or federal law; (b) disseminate or transmit material that, to a reasonable person may be abusive, obscene, pornographic, defamatory, harassing, grossly offensive, vulgar, threatening or malicious; (c) disseminate or transmit files, graphics, software or other material that actually or potentially infringes the copyright, trademark, patent, trade secret or other intellectual property right to any person; (d) create a false identity or to otherwise attempt to mislead any person as to the identity or origin of any communication or of the Service; (e) use or allow others to use, the information accessed in the Service to harm Company’s business operations in any way; or (f) engage in any other activity deemed by the Company to be in conflict with the spirit or intent of this Agreement. Notwithstanding the foregoing, ALN agrees and acknowledges that Customer may use the Services for, among other things, its proprietary contact management system for internal purposes only, or in reports, presentations, memoranda and other tangible and intangible forms, for internal or external distribution, prepared for the purpose of evaluating, assessing, or appraising real property, or for support a report or proposal prepared with respect to the marketing or valuation of real property (collectively, “Reports”), provided however, that all such Reports shall include an original source attribution, as applicable.
9. Additional Limitations on Accessed Information:
a. Security. Customer is solely responsible for the security, confidentiality and integrity of all messages and the content that Customer receives, transmits or stores related, in any way, to the Service. Customer is solely responsible for any authorized or unauthorized access to Customer’s account by any person. Customer agrees to bear all responsibility for the confidentiality of Customer’s password and all use or charges incurred from use of the Service with Customer password, provided that Company shall use best practices to protect Customer’s passwords.
b. Privacy. It is the policy of the Company to respect Customer privacy. Company will not monitor, edit, or disclose any personal information about Customer or
Customer’s account, including its contents, without Customer prior consent unless Company has a good faith believe that such action is necessary to (i) comply with legal process or other legal requirements of any governmental authority; (ii) protect and defend the rights or property of Company, (iii) enforce this Agreement; or (iv) protect the interest of users of the Service other than Customer or any other person. Customer IP address is transmitted and recorded with each visits to, or downloads from the service.
c. Third-Party Marketing. Customer shall not outsource the ALN Online service to any unapproved third-parties for any reason, including but not limited to marketing, analytics or cost. If Customer desires to outsource any services provided under this Agreement, it will do so only with the prior written permission of Company, which can be withheld for any reason. Any third-party access or use must be in compliance with the terms of this Agreement and any such third-party must agree to the terms of Exhibit B, will be provided within the agreement. Customer remains responsible for any damages caused by unauthorized access, use or misappropriation of Company’s products and services.
10. Limitation of Liability. Data provided through the ALN Online service is compiled from on-site personnel, owners, management companies, various sources of public information, and submissions by Customers, and other sources deemed reliable by ALN. The Subscriber must not make financial commitments or decisions based solely on data obtained through the System without first verifying the data directly with the appropriate authority or other source of information. Except as otherwise expressly stated herein, ALN and its third party data suppliers make no guaranty, warranty or representation of currency or accuracy of the data provided through the ALN Online service. The Customer also acknowledges and agrees that access to the ALN Online service may be interrupted for maintenance and upgrading. ALN will not be liable for interruptions to the service, and the fee structure shall not be affected by an interruptions.
11. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE TO CUSTOMER OR ANY OTHER PERSON FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT. THE MAXIMUM LIABLITY THAT COMPANY MAY HAVE TO CUSTOMER IS FOR REFUND OR FEES ACTUALLY PAID.
12. Disclaimer of Warranties. THE SERVICE IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. YOU EXPRESSLY AGREE THAT THE USE OF THE SERVICE IS AT YOUR SOLE RISK. COMPANY DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE, OR DOES COMPANY MAKE ANY WARRANTY AS TO ANY RESULTS THAT MAY BE OTBATINED BY USE OF THE SERIVCE. COMPANY MAKES NO OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABLITY OR FITNESS FOR A PARTICULAR PURPOSE IN RELATION TO THE SERVICE.
ALN WILL NOT BE HELD RESPONSIBLE FOR THE ACCURACY OF ANY DATA ON THE SYSTEMS. ALN MAKES NO EXPRESS OR IMPLIED WARRANTY IN CONNECTION TO THE ALN ONLINE PROGRAM, OR ANY DATA OBTAINED THROUGH THE ALN ONLINE PROGRAM, AND ANY WARRANTY OF MARKETABILITY OR FITNESS FOR A PARTICULAR PURPOSE IS EXPRESSLY DISCLAIMED.
11. Notices. Any notices or communications given pertaining to this Agreement must be in writing, to the addresses set forth below. Notices may be delivered by certified US mail (postage prepaid and return receipt requested); by national courier service, or by hand delivery. Notices sent by mail or courier will be deemed delivered as evidence by the relevant carrier’s deliver record or receipt. Notices delivered by other means will be deemed delivered only when actually received.
12. Indemnity.ALN will indemnify, defend, and hold harmless Customer from and against all losses, expenses, or damages (including without limitation reasonable attorney’s fees) arising from any third party claim or allegation that Customer hereunder, or Customer’s access to or use of any other Services pursuant to this Agreement (when such use or access is in accordance with the terms of this Agreement (a) violates any applicable U.S. law or regulation; or (b) infringes, violates, or misappropriates any third party’s US patent, copyright, trademark, or trade secret rights. Customer agrees to indemnify, hold harmless and defend Company, its shareholders, directors, officers, employees and agents from and against any action, cause, claim, damage, debt, demand or liability, including reasonable costs and attorney’s fees, asserted by any person, arising out of or relating to Customer’s use of the Service that is not in accordance with this Agreement.
a. Law and Venue. This Agreement shall be governed by the laws of the State of Texas without reference to conflicts of law. Exclusive venue for any dispute arising or concerning this Agreement shall be in the state or federal court in the county where the principal executive offices of Company or Customer are located.
b. Waiver and Severability. No failure, delay in exercising or enforcing any right of remedy hereunder by Company shall constitute waiver of any other right or remedy, or future exercise thereof. If any provision of this Agreement is determined to be invalid under any applicable statue or rule of law, it is to that extent to be deemed omitted, and the balance of the Agreement shall remain enforceable.
c. Survival. The respective rights and obligations of the parties concerning indemnity, limitation of liability, warranty and the use of information survive any termination or expiration of this Agreement.
14. Entire Agreement; Amendments. This Agreement constitutes the entire agreement between the parties pertaining to the ALN Online service. ALN may make changes to the ALN Online program at any time, provided that Customer will receive at least substantially similar functionality to that described in this Agreement for the duration of the subscription term set forth above.